Despite a rebound in deal volume in 2024, small- and mid-cap M&A transactions are still far from running smoothly.
In Option Droit & Affaires, partner Laurent Julienne underscores the ongoing legal complexity of such deals: “The prevailing trend of recent years shows no signs of reversing. Amid sustained market uncertainty, the growing intricacy of legal documentation continues to be a fundamental shift.”
While financial due diligence remains a cornerstone of the process, scrutiny is increasingly extending to IT systems and intellectual property rights. As Laurent Julienne notes: “IT assets are subject to rigorous examination, particularly with regard to the chain of title for intellectual property owned by the target company. We may need to identify every individual who has contributed to the development of IT rights and closely review the relevant employment contracts, as well as service agreements with third-party providers involved in building, for example, a software system — and in some cases, even the contractors and employees of those providers.”
The bottom line: the transactional outlook is “anything but seamless,” as heightened foresight becomes critical to de-risking deals.
